A mechanism used to deal with a deadlock situation, usually after it has been escalated without reaching a resolution. A typical Russian roulette provision works by one party (A) offering to buy the other party’s (B's) interest in the joint venture at a price specified by A. B has a limited period of time to sell its interest at that price or, if it does not want to sell its interest, to purchase A's interest at the same price. If B does not respond within the specified time, B may be deemed to have accepted A's offer to buy its shares. Although such mechanism is drastic, it should be fair as between the shareholders and prevent one shareholder from unfairly manipulating the price payable for the shares. However, it may not be appropriate if there is significant financial disparity between the shareholders as one shareholder may be unable to buy the other shareholder’s shares at the price specified by the offering shareholder, who may therefore unfairly manipulate the offer price.

A typical Russian roulette provision allows one party (A) to serve notice on the other party (B), offering either to buy all of B’s shares in the joint venture company or to sell all of A’s shares to B, at the price per share specified by A (being the same price in both cases). B has a limited period of time to accept the offer or reverse the transaction at the same price. The

Dispute Resolution analysis: An application by a Russian trustee in bankruptcy has succeeded in striking out some parts of a defence to a claim that a share transfer was a sham or a transaction defrauding creditors. Other parts of the defence were not, however struck out. Written by Phillip Patterson, barrister, Gatehouse Chambers.

The Safety of Rwanda Bill has completed its passage through Parliament. The Bill, which was passed late on the evening of 22 April 2024, had been subject to the ping pong procedure, with the House of Lords making a number of attempts to have the Bill amended. The Bill purports to declare Rwanda a ‘safe country’, as an attempt to address the Supreme Court’s decision in R (on the application of AAA and others) v SSHD [2023] UKSC 42 that the Rwanda relocation policy was in breach of international law due to the risk of refoulement. In a Home Office press release following the passing of the Bill, the government states that ‘plans are well under way to begin flights to Rwanda within 10-12 weeks’. The Bill is expected to receive royal assent within the next few days.

The United Nations (UN) has announced that Rwanda has acceded to the United Nations Convention on Contracts for the International Sale of Goods (CISG), becoming the 97th State Party to the Convention. The CISG establishes a comprehensive code of legal rules governing the formation of contracts for the international sale of goods, the obligations of the buyer and seller, remedies for breach of contract and other aspects of the contract.

A conversation with Lerisha Naidu, Partner, Angelo Tzarevski, Partner, and Sphesihle Nxumalo, Director Designate, in the South African office of international law firm Baker McKenzie on key issues regarding merger control in Rwanda. 1. Have there been any recent developments regarding the Rwandan merger control regime and are any updates/developments expected in the coming year? Are there any other ‘hot’ merger control issues in Rwanda? The Rwandan competition law is Law No 36/2012 of 21/9/2012 relating to Competition and Consumer Protection (Competition Law). The authority to which notifications can be made is the Rwanda Inspectorate, Competition and Consumer Protection Authority (RICA). A draft bill revising the Competition Law was introduced in 2019 but has not yet been enacted and the effect it may have on merger review is not yet known. There are no 'hot' merger control issues in Rwanda at present. Rwanda is a member of the Common Market for Eastern and Southern Africa (COMESA), which has its own competition law review regime for mergers with a regional dimension. The COMESA regime is set out in the COMESA Competition

MLex: Ryanair's CEO has hailed yesterday's deal on a framework for Booking to sell its flights as a victory for consumers and for the Irish low-cost airline. He also defended the Irish carrier's lawsuits against EU approvals for coronavirus (COVID-19)-era bailouts for Deutsche Lufthansa, Air France-KLM and others. 'If we don't fight that fight, no one else will', Michael O'Leary said.

CASE HUB (appeal lodged by Ryanair at the Supreme Court; however, the Supreme Court refused permission to appeal) ARCHIVED–this archived case hub reflects the position at the date of the judgment of 12 February 2015; it is no longer maintained. See further, timeline, commentary and related cases. Case facts Outline Appeal by Ryanair against the CAT’s ruling upholding the Competition Commission’s (CC) final report on Ryanair's completed acquisition of a minority stake in Aer Lingus in which the CC ordered Ryanair to reduce its shareholding in Aer Lingus from 29.8% to 5%. The Court of Appeal issued its judgment, dismissing the appeal, on 12/02/2015. Parties Ryanair Holdings plc—the largest low-cost airline in Europe, offering flights from 49 base airports throughout Europe. It is headquartered in Dublin, one of its largest bases. Competition and Markets Authority (CMA) (formerly the Competition Commission) Aer Lingus Group plc (intervening) Background Ryanair acquired it's 29.8% stake in Aer Lingus during the years 2006/07. It has attempted to acquire the remaining shares in Aer Lingus on three occasions—two

MLex: Ryanair has filed an appeal at the EU's first-tier court to contest the EU Commission's approval of Danish and Swedish plans to grant restructuring aid to Scandinavian Airlines System and units. Last year, the watchdog approved the aid, saying it would facilitate the development of an economic activity and that it wouldn't adversely affect trading conditions. In its appeal from December and issued today, Ryanair argues that the decision doesn't establish that the restructuring plan is realistic and capable of restoring SAS' long-term viability within a reasonable period of time and without relying on further state aid, among other pleas.

Law360: The Court of Appeal ruled on 17 January 2025 that Ryanair couldn't blacklist employees for striking, handing a victory to a group of pilots who claimed the low-cost giant was punishing them for picketing over pay and working conditions in 2019.

MLex: Irish airline Ryanair has received a chargesheet in an Italian abuse-of-dominance probe over alleged efforts to block travel agencies from selling its flights and steer customers to its own channels, MLex has learned. Court cases in Italy and Ireland over document seizures could delay a decision scheduled by the end of December 2025, however.

MLex: Italy’s Tribunale Amministrativo Regionale (TAR) has ruled that Ryanair’s bid to annul a confidential chargesheet in a national antitrust probe was inadmissible and it rejected a request to suspend the investigation. The judges said the airline’s objections—including claims of unlawful evidence sezied in an Irish raid, as well as a rushed investigation, could only be raised after a final decision. The chargesheet, sent by the Italian Competition Authority (Autorità Garante della Concorrenza e del Mercato (AGCM)) in October 2025, stems from a 2023 abuse-of-dominance investigation into Ryanair’s restrictions on travel agents.